The prone body of a young Cajun boy was securely strapped to a retractable medical platform along the Blackbird's berth, to keep him both immobilized for the sake of his injuries as well as to keep him from rolling about during the flight. He was hooked to a portable oxygen mask, but Jean wasn't sure if the pipe around his neck had cut off oxygen to his brain long enough to cause permenant damage. She was just thankful that she'd been able to revive him after the beating the kid took from Magneto. But despite that small victory, it was a somber group that was flying back to Westchester as rapidly as possible.

Storm, hair wind tossed and eyes narrowed in anger, was at the helm, flying a bit more half-hazardly than usual. Jean, in the co-pilot's seat, didn't mention it as she tried frantically to raise anyone at the mansion. She wasn't having much luck. Logan was strapped into a chair across from where the prone Remy was lying, starring sullenly out the window. All he'd said since boarding the plane was that the boy was a friend of Rogue's and something about Magneto and an ass whopping. It made for a lot of awkward silences.

"Any luck?" Storm asked, penetrating the quiet of the cockpit. Jean ran a hand through her hair in frustration and groaned.

"No, nothing but dead air." There was another long pause.

"Try the," Storm started to say, when a blinking red light on the panel in front of her caught her eye. It was a hail from another frequency. With swift fingers Jean adjusted the radio on her end. There was soft cackle then…

"Jubilee, stop messing with that keyboard!" a female voice hissed tersely. "I think I've got it…"

"Listen you hopped up little intangible monkey…" a shriller voice interrupted. Jean knew those voices.

"Kitty? Jubilation?"

"Ms. Grey!" Kitty Pryde crowed, speaking into the com device far louder than necessary. "Thank God!" Relief was far too plain on her voice for Jean's comfort. Picking up on the conversation, Storm look away from the controls nervously.

"Kitty, what are you two doing…" she started to demand, but Jean cut her off.

"What is it?" she asked. "What's wrong?" There was a cacophony of voices in the background. They jabbered for a brief moment before Kitty's voice once again broke over the speaker.

"Jean you…you need to get back here. Fast," the hesitation in her voice sent up a warning flag that Jean didn't have to be telepathic to pick up on. "Something…something's happened."

"Katherine, take a deep breath," she instructed the young girl. There was an obligatory rush of air before Jean continued. "Alright now, slowly, tell me what happened."

"Jean, what's going on?" Storm demanded from the pilot's chair. Jean chose to ignore her.

"We…we hadn't seen Scott and the Professor for a while, but we just assumed that…that they we working on something in one of the labs…" she took another deep breath. "But…this guy came to the front door, just after sundown. He's…he was sick, Jean, and he was looking for you. That's all he managed to say before collapsing into Peter's arms."

"Did he say who he was?" Storm interjected loudly, shouting her question back over her shoulder. That snapped Jean's last thread of a nerve.

"Storm, stop interrupting and keep your eyes on the sky!" she snapped telepathically. There was a notable pause a Kitty debated who to answer. After a moment she ventured on.

"We combed every room in the mansion, and when we couldn't find either Scott or the Professor, we started paging all the rooms downstairs over the intercom. Nothing. So I jerry-rigged the elevator, I'm so sorry but there was no other way…" the girl began apologizing profusely and another voice spoke up over hers. It was Jubilee

"We got downstairs Jean, and we found Scott unconscious on the floor of the war room. When we couldn't find the professor anywhere else, Peter broke open the doors to Cerebro and we found him unconscious in there, same as Scott." There was a brief scuffle and the sound of muted voices in the background as Jean and Storm sat in stunned silence, soaking in the devastating news. Before either of them could respond Kitty, calmer now, regained control of the com and delivered the final blow

"We can't wake them up Jean," she confessed. Jean finally spoke up, taking the initiative once again.

"Alright, just hang tight Kitty. Go back upstairs and take the others with you, alright?"

"Yes," she said emphatically

"Good," Jean conceded in a voice much calmer than she felt. The Professor, Scott, Rogue…it just didn't add up. And now this sick stranger at the mansion. She shook her head in frustration, but continued speaking in a voice soft and calm.

"Alright, is Piotr there?" she asked.

"Da?" came a deep, Russian accented voice over the speaker now. She continued instructing. "Pete, remember what I showed you in the lab the other day. How to monitor cerebral output on a graph?"

"Da," he confirmed, recalling the time that he'd spent studying medicine with Jean, just out of his own natural curiosity. Jean now sent a silent prayer of relief to whoever was keeping an eye on them upstairs that at least one of the students had some medical knowledge.

"I want you to hook the Professor up to one. You remember how?" There were a series of thick, pounding footsteps in the interim that Jean took as a sign Peter had grabbed a portable com and was on his way to the school's medical lab. "If he was connected to Cerebro when he was attacked, we could be in a lot of trouble. Now I'm going to talk you through it…"

For the second time in too few days, Rogue awoke in utter darkness, unsure of her location, a throbbing pain echoing in her skull. Closing her eyes and taking a deep, slow breath, she focused, bringing all her senses to their most heightened level, pushing her pain to the back of her mind. It was a technique Storm had been teaching her at the institute as a means of suppressing the remnants of Cody, her old boyfriend, that still lurked in the back of her mind. It was something that she hadn't thought of in quite some time. And now…it was strange that she had remembered this in a time like this.

Eyes still shut tight to the impending darkness around her, Rogue took stock with her other senses, fighting off the encroaching feeling of de je vu she was getting. Her ears picked up the sounds of rushing water nearby…but still surprisingly distant. Closer, softer, there was a dull, prickly sound that she couldn't quite identify. There was a gentle influx of air blowing coolly against the bare skin on her neck and cheeks.

Her nose told Rouge that there was water nearby as well, giving her surroundings a musty, dank odor. Beneath her the stiff, rock floor bit sharply into her stockinged legs and chilled her to the bone. Feeling calmer and better informed about her situation, Rogue opened her eyes to the emptiness around her.

Two circled openings were cut into the rock wall of her room, but neither of them revealed a door. In fact, with both openings sealed with sets of metallic bars, there didn't appear to be a way out or in. 'Magneto,' the little voice in the back of her head muttered as Rogue shakily tested out her legs. 'The mutant the Professor told you about at the school.'

"But he's not supposed to be after me," the girl muttered softly to herself as her outsized heels clicked across the stone floor. One of them was broken. Must have snapped off in the struggle Rogue concluded, one hand tracing down her leg and the calloused burn it bore. It stung, but so did every other part of her body. Then suddenly, a soft sound penetrated the eerie silence of the cell.

"Hey tiger." The voice was soft, warbly in a way. Like a bird given a voice. Still, despite it's tone and pitch, Rogue leapt into the air, whiling instinctively. But the room was still as empty as before. "Easy there…" the voice soothed again. Rogue's feet scrabbled lightly against the floor as she spun to the left, sure that's where the voice was coming from. But the only thing that greeted her stare was the cold, blank wall. "You're…awake."

"Who's there?" Rogue demanded, tired of being jerked around, of being one step behind, being watched, stolen, and shit on…figuratively. "Where the hell are you?" There was a long pause, and Rogue wondered if, perhaps, she'd been hallucinating. But then,

"Down…here, honey," the voice instructed. Rogue's gaze traveled down the length of the blank wall, and she noted a narrow, grated opening, about a foot across, at the bottom along the floor. Probably cut there for drainage purposes; there was seepage dripping from every crack and crevice visible. Gingerly, the Rogue dropped to her knees, wincing as she landed on the fresh bruises. Awkwardly, she stooped over and peered into the room beyond. What she saw was a cell, identical to her own, and seemingly empty.

"Hello?" she called cautiously. "What am I supposed to be looking at?" The voice didn't respond, but there was a noise along the wall inside: a shuffling and a slight groan. Craning her neck to the left, Rogue peered along the inside wall of the other room. In the dim settings, she could just make out the slight outline of a human figure, crumpled into the corner. She saw the faint rise of a chest in breathing, and the figure made a raspy sound and groaned again. The next breath didn't come for a long time.

"Oh my God, are you okay?" she demanded. The figure shifted slightly and Rogue saw a pair of glassy eyes peering at her through the darkness.

"I'm…alright, tiger," the woman, for that's what she clearly was, responded softly. Her answer didn't seem all that convincing, but Rogue had too many questions to press her any further on the matter.

"Why are you here?" she asked in a hushed, hurried whisper, afraid that the sound of their conversation might alert a guard she couldn't see. "And where is here?"

"Slow down…kiddo…" her companion instructed in her slow, halting way. "Let's start…with your name." Rogue hesitated. There were a hundred different ways that this could be a ploy or trap of some kind. But there was just something…a feeling, an instinct inside her that told the girl that this was okay. That it was right somehow. And Rogue was quickly learning to trust her instincts.

"Everyone calls me Rogue," she replied, leaning close to the grate so that her voice carried. "How 'bout you?" There was another long pause, but Rouge was becoming accustomed to them. She has a feeling that the woman in the room beyond was not as okay as she said. But after a moment her response came in the same soft tone as before.

"My…my name was…is Carol."

A/N: I cannot tell you long I have wanted to write that! Suppresses fan-girl squeal That's for all you girls that wanted to make sure Rogue wasn't the wimp she is in the movies. This chapter is dedicated to you. And, of course you all know how much I love the X-Kids- Peter, Kitty, Jubes, Jamie, the whole crew, so I had to make sure I threw 'em in there. So go on, read, review, tell your friends, and enjoy! But mostly review ;)